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S&P Global Inc. Director's Dealing 2008

Mar 7, 2008

29804_dirs_2008-03-07_f4f58f68-900c-4cda-9ffa-69187bf82cc2.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCGRAW-HILL COMPANIES INC (MHP)
CIK: 0000064040
Period of Report: 2008-03-06

Reporting Person: MCGRAW HAROLD III (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2008-03-06 Common Stock A 25434 Acquired 1888426.8746 Direct
2008-03-06 Common Stock F 22281 Disposed 1866145.8746 Direct
2008-03-06 Common Stock J 313.2562 Acquired 1866459.1308 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Options (Right to Buy) $45.50 2008-04-28 Common Stock (73894) 73894 Direct
Options (Right to Buy) $45.50 2009-01-03 Common Stock (157132) 157132 Direct
Options (Right to Buy) $47.82 2010-01-02 Common Stock (196729) 196729 Direct
Options (Right to Buy) $47.82 2011-04-01 Common Stock (242118) 242118 Direct
Options (Right to Buy) $56.43 2012-03-31 Common Stock (277637) 277637 Direct
Options (Right to Buy) $47.82 2013-03-31 Common Stock (298410) 298410 Direct
Options (Right to Buy) $38.22 2014-03-31 Common Stock (204000) 204000 Direct
Options (Right to Buy) $56.43 2014-03-31 Common Stock (167004) 167004 Direct
Options (Right to Buy) $43.25 2015-03-31 Common Stock (334600) 334600 Direct
Options (Right to Buy) $57.81 2016-04-02 Common Stock (196058) 196058 Direct
Options (Right to Buy) $62.34 2017-04-01 Common Stock (191670) 191670 Direct

Footnotes

F1: Award of stock pursuant to The McGraw-Hill Companies' 2002 Stock Incentive Plan in transaction exempt under and complying with Rule 16b-3.

F2: Price was determined based on the closing price on January 31, 2008, the valuation date.

F3: Withholding of shares of Common Stock under the McGraw-Hill Companies' 2002 Stock Incentive Plan to satisfy withholding obligation in transaction exempt under and complying with Rule 16b-3.

F4: These shares were acquired under The McGraw-Hill Companies Dividend Reinvestment Plan.

F5: Total derivative security amount shown includes options previously reported and reflects full amount of shares underlying options.

F6: The option becomes exercisable 50% on the first anniversary of the grant and 50% on the second anniversary of the grant.